GENIUS BRANDS INTERNATIONAL, INC. (NASDAQ:GNUS) Files An 8-K Unregistered Sales of Equity Securities

GENIUS BRANDS INTERNATIONAL, INC. (NASDAQ:GNUS) Files An 8-K Unregistered Sales of Equity Securities
Item 3.02. Unregistered Sales of Equity Securities.

From November 22, 2019 through November 25, 2019, the holders of shares of Series A Convertible Preferred Stock of Genius Brands International, Inc., a Nevada corporation (the “Company”), converted 415 shares of the Company’s Series A Convertible Preferred Stock into 1,976,195 shares of the Company’s common stock, par value $0.001 per share (“Common Stock”), to the terms of such Series A Convertible Preferred Stock.

The Company claims an exemption from registration provided by Section 3(a)(9) of the Securities Act of 1933, as amended, for such issuances, as the securities were exchanged by the Company with its existing security holders in a transaction where no commission or other remuneration was paid or given directly or indirectly for soliciting such exchange. As a result of the conversions described above, there are now 1,480 outstanding shares of Series A Convertible Preferred Stock, which if converted in full, would convert into 7,047,619 shares of Common Stock.



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Genius Brands International, Inc. is a content and brand management company. The Company provides entertaining and enriching content and products with a purpose for toddlers to tweens. The Company produces original content and licenses the rights to that content to a range of partners. Its licensees include companies to which the audio-visual rights are licensed for exhibition in various formats, such as Pay Television, Free or Broadcast Television, video-on-demand (VOD), subscription on demand (SVOD) and digital video discs/compact discs (DVDs/CDs), and companies that develop and distribute products based on its content within different product categories, such as toys, electronics, publishing, home goods, stationary and gifts. The Company owns a portfolio of original children’s entertainment that is targeted at toddlers to teens, including Baby Genius, Warren Buffett’s Secret Millionaires Club, Thomas Edison’s Secret Lab and Stan Lee’s Mighty 7.

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